11.11.2012 Views

FORM 20-F THOMSON multimedia - Technicolor

FORM 20-F THOMSON multimedia - Technicolor

FORM 20-F THOMSON multimedia - Technicolor

SHOW MORE
SHOW LESS

Create successful ePaper yourself

Turn your PDF publications into a flip-book with our unique Google optimized e-Paper software.

ITEM 6 — DIRECTORS, SENIOR MANAGEMENT AND EMPLOYEES<br />

A — Directors and Senior Management<br />

Board of Directors<br />

Our management is entrusted to a Board of Directors, which has fifteen members, including<br />

thirteen Directors and two Censeurs (non-voting Board members). Members of the Board of<br />

Directors are appointed for five years, except Directors representing the employees and Censeurs,<br />

who are appointed for eighteen months. Members of the Board of Directors must hold at least one<br />

hundred shares and must resign at the age of seventy, except Directors representing the employees<br />

and Censeurs.<br />

Among the thirteen Directors currently on our Board, one has been appointed by the French<br />

State, two have been elected as independent directors, three have been proposed by Thomson S.A.,<br />

each of Alcatel, Carlton, DIRECTV, Microsoft and NEC has appointed one Director, pursuant to their<br />

original investment agreements in our company, and two have been elected by the employees. The<br />

appointment of the two Censeurs will be proposed to the shareholders at the next ordinary general<br />

shareholders’ meeting scheduled to be held on May 3, <strong>20</strong>02. The Board of Directors met nine times<br />

during <strong>20</strong>01.<br />

Board Committees<br />

In March 1999, the Board of Directors formed three advisory committees:<br />

) The Strategy Committee advises the Board of Directors on projects linked to our development<br />

(investments and competitiveness), the development of industrial partnerships and the review<br />

of draft strategic memoranda of understanding. The Strategy Committee met three times<br />

in <strong>20</strong>01.<br />

) The People and Organization Committee examines questions relating to the operation of the<br />

Board of Directors, management compensation, employee shareholding projects and<br />

profit-sharing incentive plans. The People and Organization Committee met three times<br />

in <strong>20</strong>01.<br />

) The Audit Committee supervises the quality of our accounting and financial statements as well<br />

as all control procedures. The Audit Committee met twice in <strong>20</strong>01.<br />

The following table shows the names of the members of the Board of Directors, their main<br />

occupations, the dates of their initial appointment and the expiration dates of their current term.<br />

Initially Other business<br />

Principal Occupation Appointed Term activities outside<br />

Name or Employment to Board Expires Thomson<br />

Directors<br />

Thierry Breton (1)(3) .................... Chairman and CEO, March 1997 <strong>20</strong>04 Chairman, Thomson<br />

Thomson S.A.; Director, AXA,<br />

Bouygues Telecom,<br />

Rhodia, Schneider<br />

Electric S.A., Dexia<br />

and la Poste (the<br />

French Postal Office)<br />

Pierre Cabanes (3) ..................... Chairman, Antée June 1988 <strong>20</strong>04 N/A<br />

S.A.S.<br />

Frank Dangeard (2) .................... Vice Chairman of the March 1999 <strong>20</strong>04 N/A<br />

Board and Senior<br />

Executive Vice<br />

President, Thomson<br />

57

Hooray! Your file is uploaded and ready to be published.

Saved successfully!

Ooh no, something went wrong!